REG - Franchise Brands PLC - Result of Annual General Meeting

Franchise BrandsAnnouncement

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RNS Number : 6553C  Franchise Brands PLC  30 April 2026

30 April 2026

 

Franchise Brands plc

("Franchise Brands", the "Company" or the "Group")

 

Result of Annual General Meeting

 

Franchise Brands plc (AIM: FRAN), an international multi-brand franchise
business, announces that at the Company's Annual General Meeting held earlier
today, the votes validly received from shareholders and cast (or withheld) on
a poll on each resolution at the meeting were as follows:

 

 Resolution   Purpose of the resolution                                                     Votes        % of Votes Cast  Votes Against  % of Votes Cast  Total votes cast (excluding votes withheld  Votes Withheld

                                                                                            For
 ORDINARY RESOLUTIONS
 1.           To receive the 2025 annual report and financial statements                    105,330,801  100.0%           -              0.0%             105,330,801                                 11,281
 2.           Declaration of final dividend                                                 105,330,801  100.0%           -              0.0%             105,330,801                                 11,281
 3.           Remuneration Committee Report (advisory vote)                                 104,983,908  99.7%            346,883        0.3%             105,330,791                                 11,281
 4.           Re-election of Andy Brattesani                                                105,329,510  100.0%           1,281          0.0%             105,330,791                                 11,291
 5.           Re-election of Louise George                                                  105,329,514  100.0%           1,277          0.0%             105,330,791                                 11,291
 6.           Re-election of Stephen Hemsley                                                105,330,787  100.0%           4              0.0%             105,330,791                                 11,291
 7.           Re-election of Pete Kear                                                      104,992,280  99.7%            338,511        0.3%             105,330,791                                 11,291
 8.           Re-election of Andrew Mallows                                                 105,330,787  100.0%           4              0.0%             105,330,791                                 11,291
 9.           Re-election of Peter Molloy                                                   105,330,791  100.0%           -              0.0%             105,330,791                                 11,291
 10.          Re-election of Nigel Wray                                                     105,330,787  100.0%           4              0.0%             105,330,791                                 11,291
 11.          To reappoint PKF Littlejohn LLP as auditors of the Company                    105,330,791  100.0%           -              0.0%             105,330,791                                 11,291
 12.          Authority to determine remuneration of the auditors                           105,330,791  100.0%           0              0.0%             105,330,791                                 11,291
 13.          Authority to allot shares                                                     69,463,154   65.9%            35,867,637     34.1%            105,330,791                                 11,291
 SPECIAL RESOLUTIONS
 14.          Disapplication of pre-emption rights                                          76,825,184   72.9%            28,491,882     27.1%            105,317,066                                 25,016
 15.          Additional disapplication of pre-emption rights (for an acquisition or other  69,105,823   65.6%            36,211,243     34.4%            105,317,066                                 25,016
              specified capital investment)
 16.          Authority to purchase own shares                                              105,312,601  100.0%           3,318          0.0%             105,315,919                                 26,163

 

Votes were validly cast in respect of 54.4% of the Company's issued share
capital.

 

These voting results mean that all resolutions were carried, other than
resolution 14 (the disapplication of pre-emption rights) and resolution 15
(the additional disapplication of pre-emption rights for an acquisition or
other specified capital investment) which failed to achieve the support of at
least 75% of the votes cast and were therefore not carried.  The board notes
that while resolution 13 (authority to allot shares) was carried by a simple
majority, more than 20% of the votes cast on this matter were not supportive.

 

The resolutions proposed at this meeting in connection with the share capital
of the Company were in line with the best practice recommendations contained
in the Investment Association's Share Capital Management Guidelines and/or the
Pre-emption Group's Statement of Principles.  The level and extent of the
authorities sought were, therefore, in line with normal market practice in the
UK.

 

The Company is aware that the votes against these resolutions were driven by
the voting policies of a small number of institutional shareholders. We have
already started to engage with these investors to understand their perspective
on these matters and will continue our discussions with them.  Further
updates will be provided as appropriate on the Company's website, in line with
the recommendation of the QCA Corporate Governance Code.

 

 

Enquiries:

 Franchise Brands plc                                                 + 44 (0) 1625 813231
 Stephen Hemsley, Executive Chairman

 Peter Molloy, CEO
 Andrew Mallows, CFO
 Julia Choudhury, Corporate Development Director

 Stifel Nicolaus Europe Limited (Nominated Adviser and Joint Broker)  +44 (0) 20 7710 7600
 Matthew Blawat
 Jason Grossman

 Allenby Capital Limited (Joint Broker)                               +44 (0) 20 3328 5656
 Jeremy Porter / Liz Kirchner (Corporate Finance)
 Amrit Nahal / Joscelin Pinnington (Sales & Corporate Broking)

 MHP Group (Financial PR)                                             +44 (0) 20 3128 8100
 Katie Hunt / Hugo Harris                                             +44 (0) 7884 494112
                                                                      franchisebrands@mhpgroup.com

 

About Franchise Brands plc

Franchise Brands is an international, multi-brand franchisor focused on B2B
van-based service with seven franchise brands and a presence in 10 countries
across the UK, North America and Europe. The Group is focused on building
market-leading businesses primarily via a franchise model and has a combined
network of over 600 franchisees.

The Company owns several market-leading brands with long trading histories,
including Pirtek in Europe, Filta, Metro Rod and Metro Plumb, all of which
benefit from the Group's central support services, particularly technology,
marketing, and finance. At the heart of Franchise Brands' business-building
strategy is helping its franchisees grow their businesses: "as they grow, we
grow".

Franchise Brands employs almost 650 people across the Group and there are over
3,000 people in the franchise community.

For further information, visit www.franchisebrands.co.uk
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